Spider Woman
by Narutoske
Summary: A High School student from Manchester Preparatory school name Candy Merteuil with a dark past happens to come to the life of Peter Parker, Harry Osborn, and Mary Jane and start a new life. Discovering love, romance, trust, friendship,and doing good
1. Chapter 1

Disclaimers: I do not own Spider-Man. All of its characters, storyline, abilities, powers all belong to Stan Lee. This story is purely non-profitable and purely fan made for the enjoyment of myself. Everything I have not created belongs to Stan Lee, and all their rights are reserved.

Two: My character's life past is considered from the movie Cruel Intentions and some of her abilities are from the T.V show "Heroes".

Three: I do own some of the things i created about her personality and which includes her in the movies Spider Man 1, 2, and 3. Which you haven't seen in the movie on Spider Man it just includes her in the life of Peter, Harry, and Mary-Jane. Oh Yeah this chapter is all about her background info on what happened in her past. The next three chapters also is about her past.

Who am I? You sure you want to know. The real question is who is it you want to know. You probably you all heard of the story Peter Parker whose Spider Man. Well this story not just Peter Parkers story it is also my story as his sidekick or partner or whatever you want to call it. Lets just say that before I even meet Peter, Harry, and Mary Jane and became close friends with them. I was a dissimilar before I even meet them.

Let me assure this story all started when I first meet Peter and Harry Osborn. I would like to tell you that Peter was my first boy I fallen in love with but the truth is he was not my first, it was actually Sebastian Valmont. Sebastian was my first crush but my feelings towards him was not love which it all begins from my past life. Oh yeah your probably wondering what about Harry and Mary Jane, well thats a different story.

_One year earlier_

_My name is Candy Merteuil and I am one of Kathryn Merteuil promiscuous. Kathryn is my second cousin and I consider her my role model. Even if she were careless, deceitful, cruel, selfish, seductive, and manipulate. I known her all my life and I am just like her clone. Her stepbrother Sebastian Valmont was just like the two just calling it we are Three of a Kind. The only difference between me and her is I sometimes act like a goody two shoe to her which it annoyed her and Sebastian. Sebastian and I have two things in common we both have a journal where we can both write our conquest and our intentions on destroying peoples reputation._

_It was the end of my junior year in Manchester preparatory School. Which I am in an adolescent population of Manhattan's Upper East Side, envied by classmates and the adversary of many fellow rich girls. __ I studied in a **preparatory school**__ for three years now. Assuming wealthy because of the family name "Merteuil" and living in a penthouse with my cousin and her stepbrother owning the entire building of my aunt and step uncle's absent to Europe. I was energized that I am in vacation but this vacation changed my whole life and made changes toward my life._

_Kathryn offer me and Sebastian a mission, challenge, and wager that would make the whole Manchester school a legend. The mission was all arranged perfectly in just a week and everything is going as Sebastian and are winning the wager, except Sebastian had broken one rule in the game. FALLING IN LOVE. It amuse Kathryn that she found a weak spot in him and I was a little disappointed he actually fallen in love for the first time and I wanted that to be me instead of Annette Hargrove whose father new headmaster for next year._

_Meanwhile Sebastian did not realize he was in love while seducing Annette. One night he decided to tell Annette the whole truth but as he about to Kathryn threaten his reputation and mine as well. As Sebastian and I won the wager or at least he and I thought he broke up with the first person he fallen in love and told Kathryn that we did a good job and celebrate. As all three of us celebrate things did not go as we thought. As Sebastian was thinking about Kathryn's triumph on Annette. She explained to her own self that her triumph was not over her it was over me and Sebastian because of her step brother was in love and still in love and me my friendship toward Annette._

_Just as Sebastian and I both realize that he and I were just a toys of Kathryn playing with us which ruined my reputation at Manchester and Sebastian as well. As both us knew that both are lives were just a joke. We decided to tell Annette the truth and give her both our journal for her to know the truth about our conquest and wager for her to read. As Annette received the letter and our journal telling that my friendship with Annette and her relationship with Sebastian was no lie and that we hoped that she forgives both of us of harming her._

_As Sebastian and I were near the building just across from her apartment we both talked and mention that we all can start our life over. Then we both did not fall asleep because of what happened and what we had done. It was already morning and Sebastian and I where just going to walk away because she has not come out yet. But as we both were walking we both saw angry African man who was Cecile's music teacher. The two men started arguing on why Sebastian hit Kathryn and I know he was not guilty of that. Somehow I know that my cousin would do something like this. As I see both of the fight I explained to the Ronald that Kathryn was making up stories. But then mention about Sebastian fucking Cecil and started to fight. Just as stop them Annette was there to break them apart but got thrown in the street and almost being hit by a taxi before I was going to save her Sebastian just came thorough running street and saving Annette by sacrificing himself. Next thing I notice he told her how much he love Annette and told me I was the only one there to help him with his life and told me to start a new life of my own and be a different person. Annette replied back and said she loved him to. My was crying on what happen and did not now what to do. Annette and I forgive each other and me she could with her for a while. I though about Sebastian and realize that I should start a new and this doing the right._

_Oh well that is it for today is a long intro because I wanted to write about her past on what happen before she became Spidermans sidekick._


	2. Chapter 2: Revenge and a new life

Disclaimer: Spider-Man Characters and Base Plot does not belong to me, I only got this idea by having Candy a woman in her dark past not being herself and acting like her cousin her role model Kathryn Merteuil from the movie Cruel Intentions.  
I'm only responsible for the existence of Candy Merteuil of Spider-Woman. Oh yeah its my first time writing a story like this.

* * *

_Chapter 2: Two Months Later It has been two months since the tragedy of Sebastian Valmont's death. As Annette Hargrove has not said anything since his death. As I can see her blonde hair blowing as the wind was. We both knew that Kathryn has been responsible for his death. As keep thinking in my mind that Im going to miss Annette because to her last day in this town and going to start a new life._

* * *

_As Annette and I already have an intention on ruining my cousins reputation. We both leave her home and the whole house was empty which I have to find an apartment on my own. Which made me worry. All my life I did not have to worry about any of these issue until today. I was like one of the most popular girl in school, beautiful dark brown shoulder length wavy hair, good curves on my body, and normal figure. Lips were red as apple, skin a little pale showing no make up which I think shows real beauty. My cousin was everything I wanted to be like. The looks, beauty, attitude, popularity, and her role model, but today changes everything. Today I'm my own person and a changed teenage girl to do things right for the first time. Ever since I met Annette she changed me and Sebastian and told me there is more to life than being someone who your not._

* * *

_Annette was the most light pure hearted friend Ive ever met. She was unlike any of my friends. She taught me that people should experience the act of love before they are even loved. As we were going to Sebastian own car the 1956 Jaguar roadster we both got in the car and discuss our intentions on getting rid of Kathryn and sending her to jail once and for all and all her other friends involve of promiscuous and cruel intentions. Annette told me to just go to the auditorium and sit down for Sebastian funeral and which has flowers and his picture. Annette knows what to do and what to do. We already made copies of Sebastian's journal. I was worried that she did not make copies of mine but she wanted to keep mine because she told me that it may be useful someday and explain it to someone I care and let them know about my past. So I listened to her have everything right in plan. A everyone took their seats the headmaster spoke, As the new headmaster of Manchester Private School. It saddens me to start our new school year of with such a mournful tone._

* * *

_Meanwhile in the bathroom Annette and Kathryn had a little talk. As Annette was leaving the bathroom I knew that I'm never see her again and I ll miss her for she is leaving town. As Kathryn started her speech a girl in our class was holding a copied journal of Sebastian which I know that everybody knows now the truth. The girl told the rest of student to go outside and come and see the journal. I already know what was happening all that need is just my cousin to come and see this. As everyone out including me I my cousin continue her speech was irritate and shouted, Don't you guys have any respect?_

* * *

_As she walked thought the hall she was curious on what is going on. She suddenly opened the door and Cecil gave her a copy of Sebastian's journal and opened it to the last past and saw profile of Cecile and Annette all about the conquest, wager, challenge, her and me. As she turned the page she kept seeing more about her and her true self written in his journal and I see something I never seen before she shred tears. The head master checked her left hand and saw her crucified bracelet opened it and saw her drugs. Everyone was shocked and nodded there heads and decided to call the cops and arrest her. I step towards her and said, sorry cousin it was the right thing to do and I would rather face the concourses than doing messed up things than hiding who I am and pretend to be just like you. After all you were right I am a goody two shoe after all. As the cops came and arrest her I was as well got kicked out in Manchester. To tell you the truth I wouldn't even miss Manchester it was like never for me._

* * *

_Being kicked out was hard and had to be transport to a new school and better yet a public school. Maybe life would be a little more easier and enjoyable for me on be the a person I would want to be. And maybe it would be also go to meet nice, nerd and geek people once in life to start over and forget about my past. Thats my past life story and now beings a new life and a new me. Who am I? I am Candy Merteuil and this is my life and everything is going to change starting this year._


	3. Chapter 3

Disclaimer: Spider-Man Characters and Base Plot does not belong to me, I only got this idea by having Candy a woman in her dark past not being herself and acting like her cousin her role model Kathryn Merteuil from the movie Cruel Intentions.  
I'm only responsible for the existence of Candy Merteuil of Spider-Woman. Oh yeah it's my first time writing a story like this.

* * *

Ever wonder what life is like around the world. I'll tell you of a twisted faith. The preacher's kid is all wasted no dope  
The psychologist's girl say's she can't cope  
The mechanic's son's car just barley runs  
That how this world is just as sure as I'm alive

The shoemaker's kid has holes in shoe's  
The psychiatrist's wife is at home with the blue's  
This old world has such a strange twist of fate  
While there's every reason to love,  
We still find reason's to hate

**SIDNEY JOHNSTON**

* * *

Chapter 3: New school, friends, and foes.

As my cousin Kathryn had been arrested the police said that I get to be the owner of my cousin's house. I so excited for having the whole enormous house all inherited to me since my cousin's parents and my own get all arrested for all the dreadful things Kathryn and her mother including my father for helping each other.

* * *

Now I'm bemused on searching for a new school epically for a fine public school. It have spent the whole day searching and finally found the perfect one. I go through the halls and didn't no where I was going seeming like its been the first time in life that I was unnoticeable. Unlike in Manchester I like so popular and everyone respected and was noble. But here in this school people wear only plain tee shirt and a simple cheap jeans meaning the can wear what ever they want. "So people get to wear whatever clothes they want", I said excited. I think it will be good as I keep walking down the wall people started staring at me. "what a weird girl she must be" a girl with black skin and black hair said. Another who has pale skin and red hair commented "she must be lost". She was nicer than any of her friends while her other friend just glared at me as if I was some weirdo. The red hair girl just went towards me and asks if I was lost. I told her that I was looking for the principal. She said just do straight down the hall and go to room where it says "principal's office". As I went down the hall I went to the principals office and heard him says "May I help you". "Yeah I would like to transfer to this school since I was kicked out in my old school". "Oh first you need to fill up this form and give it to me when your done". As I finished I gave it to him and said, "oh I see you been in Manchester private school your whole life". "yes sir and it's my first time to be in public school", you said. "So you are Candy Merteuil am I correct" he remarked. "yes", I replied. "Well it said here in your file that you had an appalling reputation and one of the merciless students". He said. "Look sir I'm what to start a new life and it would please me if you don't mention my past" you said and interrupt saying "I changed". "Very well then Miss Merteuil I assure you that you'll be expected in this school." "Thank You sir".

* * *

As walking out the door the principal said "you'll be starting to go to school tomorrow and her are your classes". As I was I was get the schedule for my classes I saw that I had to take chemistry, Algebra 2, P.E, American Literature, photography, Government, English. I was shocked that I have photography and P.E. As I was shocking and came in walking back in the principal's office saying "why do I have P.E and photography" asking angry. "Well Miss Merteuil for starters I took a good look at your file and saw that you only taken one year of physical education and in every school including private we all recommend that you take in for two years, and photography only one of the elective that students didn't get to selection often and is the only one available", he said. "But I'm sure that's not the only reason why you want me in photography", I said it merciful. " I don't know what they do in fancy private school and getting whatever you want in there but just remember your in public school now with rules and you can't always get what you want" he relied. He continued saying "Besides all the other electives have been all picked and full and I recommend you to get use to it wheater you like or not. "Okay I understand", you lied.

* * *

As you walked out of the door you went back home to see what you can wear and found a stylish shirt and an expensive jeans and shoes. As you prepared them you went to take your shower so you won't take it tomorrow morning. After showing you shaved you called one of your helpers in the house to wax you on your whole body, face, upper lip, chin, and have your eye brows done. You had just remembered that you own the whole house and that everything was yours and realized that you get to have your cousin's own room. Which is the most beautiful room in the whole house which you were excited to have? As two hours past by have yourself all waxed on your entire body and face you decided it was time to go to sleep.

* * *

As you were walking down the hall you get your schedule from your backpack with all our materials in it you saw that you have P.E first period. As you went to the lockers you asked one of the teachers that you were new and that you need a locker for your clothes. The teachers told you that you need to share and as minutes passed you were now to take 10 laps in 20 in minutes. Teachers said you need to make 10 or you fail. This was harder than you expect the field was big that you only did 5 laps. Unlike in your old school you guys just have gym and it was out doors. As first period ended you were exhausted and that it was only morning. As you went to your next class in was Government. An hour past and it wasn't bad. Next was Chemistry which you didn't like. In chemistry the teacher had said all class were doing projects and that you need to get in a group. As all groups were all filled the teacher assigned you in Peter Parker's group. As you went to there group you saw a boy with glasses with brown hair which you could tell by his dress he was like a nerd. But you really didn't mind because you weren't the same person as you used to be and promised yourself not to humiliate someone epically being new in school. You saw another boy who has brown hair also but knew that the boys were friends. The boy without the glass went up to you and said "Hi I'm Harry Osborn" and you said "I'm Candy Merteuil". As the boy with glasses introduce himself he said, "my name is Peter Parker. As you guys went on with the projects and you helping Harry said "you now since your new you can hang out with us" he said nicely. "Okay sure" as you guys hang out in on the lunch area you guys get to know each other and talked about many different things. All your conversation was interrupted when a boy with spiky hair with a mean attitude came up to the three of us saying "well looks like we found a girl hanging out with these losers". As you got annoyed and peter being embarrassed and Harry stand up to them another one of the boys who are obviously one of the spiky black haired friends said "I you can last up to more than five minutes with that girl". At first you were annoyed then angry and stand up to say "you wouldn't last five minutes with me pencil dick" you commented. To be continued . 


	4. Chapter 4:Life in public school

"The loneliest woman in the world is a woman without a close woman friend."

_The Life of Reason, 1905-1906_

Recap: _Candy Merteuil (you) had been moved to a new school and met new friends with Peter Parker and Harry Osborn and new foes. All three of you guys were all having a conversation until a boy with spiky black hair and his friends saying that he could last more than five minutes with you. As you heard that you replied "you couldn't even last five minutes with me pencil dick"._

* * *

"Hey what did you just say to Flash Thompson", a boy with blonde hair said. "You heard me", you replied with an angry tone. "What are you going to about it weirdo…… Flash Thompson tease. "Would it be fucked up that your reputation on picking on a new girl", you comment as if pretending you were saying it to be accurate. You know in your head that you should use appropriate language but since you got so furious you just wanted to proceed on insulting him more to his reputation. He comes walking near you and you knew that was the one annoyed and you were flaming of anger and go face to face with him until Peter stand up and said, "Just leave her alone" but Flash replied "what are you going to do about dork"? You could tell that Peter wasn't the type of guy was to argue with him but the principal was near and come to all of us. "Is their problem here kids you want to discuss" the principal said. You were about to say something of an excuse but Harry said "no sir, we were just getting to know each other". "Yeah" Flash's friends said all at once. "Okay then I suggest you all behave you since Candy Merteuil here is new and frankly she has a reputation in her past that anyone that gets in her way has to do your reputation" he remark. As Flash and his buddies all walk away the principal suggested "You should apologist to Ms. Merteuil here Flash". As he heard his name he walks near you and apologist and left. Harry, Peter and you didn't realize that other people were staring at all of you while thinking you guys were making a scene. All three of you sit down ASAP. It was silent around your table. Then Peter break the silent and said "So Candy what class do you have next" as he changed the subject. "Oh I have photo class next" you said looking straight at his blue eyes. "I didn't know you like taking pictures too" he said happily and shocked at the same time. "We have the same class together next period" he continued speaking. You were shock at same time too because you didn't know he like taking pictures and he was thinking you like it too. " Oh actually I don't do photography, I was arrange to photography class because every elective was full" you said. "So you don't like photography" Harry replied. " I didn't say I was interested, I just never tired it before in my life" you said thinking at the same time that they think your stupid.

* * *

The bell ring so quickly that you wanted to talk more but knew you have class. On the other hand you were glad to have Peter to your next class since you don't know where to go. That way you can also talk to him more about photography and get to know him more. As the two of you enter the class you saw pictures and saw the shot were beautiful. You wanted to ask Peter who took those pictures hanging up the wall which you admire. "You like it" he said. "Yeah" as you were admiring it still. "Its amazing that you were the first person to admire my shots", he replied looking at you. You were amaze that he was the one who took those photos. As minutes past the teacher assigned you to take pictures with Peter and be his partner taking pictures. As you guys discuss about photos more the bell ring so loud that you had to go to your next class. You were going to like this year because you made two friends and found something that interest you which you thought as first to be boring. As days goes by quickly and weeks past you and Peter were actually permit to be partners for the whole year. You also talked to your principal to consider staying to photo class next year as well. He had consider and you were proud of yourself for the first time of your life that everything will go well even if your past comes back to you. Well at least you have Peter and Harry to support you. Only one problem you never even told them about your past. But maybe I should just say it when the time is right.

* * *

As the year went quicker than you thought you have moved to a public school. You and Peter became really close friends and you consider him as your best friend. You and Harry have been close as well but not as close as Peter. You realize that Harry and Peter are best friends. So you don't actually go between them since their both really close. You notice that they both were in love with the same girl, Mary Jane Watson. You knew that they were crazy about her, and it annoys you occasionally they mention her more and ask your advice especially Harry unlike Peter he doesn't show it but you notice it by the way he looks at her and stare at her. To tell you the truth you never know why they both were interested in her, there was nothing special about her just that she is a normal beautiful teenager. "I guess most guys go for girls that are attractive in the outside than how special they are in the inside", you say to yourself often. The first time in your life you feel jealous, before it used to be the other way around. At the time when you were at Manchester you were the opposite of yourself than who you are today and if you were still that person their were no comparison between you and M.J. Constantly you thought what if happen if Peter and Harry know about your past. You had in mind that they might treat you different. But sometimes you believe that it's best if they should never know or tell them when the time is right.

* * *

Therefore, it was almost the end of your senior year just one more month to go. All three of you guys are all thrilled about graduating and curious about all three of guy will be in the future. You are eager about that too but believe things won't go as you all expect. That was only the first reason the second reason was you guys are going to a field trip tomorrow. You have a feeling that something might go wrong and that there are going to be having changes. You are troubled and nervous that things will not go as plan. First reason M.J's going to be there and those two will be distracted again. Second you'll feel being left out. You just hope tomorrow would not be a dreadful day.


	5. Chapter 5

_Disclaimer: I do not own Spider-man or any related character, all of which is property of Marvel Comics._

_Chapter 5: School Filed Trip and Worst Day_

One Year Later

"Candy"!!! Kathryn Merteuil yelled angrily once more. Kathryn is an adolescent teen like you, and is the leader. She was like Satan in heels was the one that ruled with terror and was a perfect example of a spoil brat that got anything and everything. So was I... "Yes cousin" you answer her. "We both know that Sebastian has fallen in love with Annette" your cousin said. Sebastian was adolescent boys as well as you three are. He was as cruel, cunning, ruthless, and a rich boy. "He must be blind to even realize until now assuming he'll win the bet" you recall. "It seems that you feel jealous that he has fallen in love with me first then with her without knowing his in love" your cousin remark. "It's a shame that he never gave you the time of day with you but instead with Annette" she said. "It doesn't matter anymore cousin if his happy then I'm happy and should move on too, after all he wouldn't give a time of day with me like you said" you answer back. She stared at you for so long and was curious to see your reaction about your reputation being ruined since being befriend with Annette. "What are you thinking about" you said in a curious tone. "Nothing just knowing since we all had our arrangement I hope the two of you won't tell Annette about your reputation and Sebastian's past" she said having look worried. You know have other manipulative intentions in her head. "She might be your new best friend Candy but don't you think it's terrible when she finds out your past too. "All three of us are three of a kind at least I have the guts to admit it". She continued threading you. As it continues those words were once again in your head. "Imagine if your new trusty friends Peter and Harry found out" she said in a scary tone and laughing at the same time.

You suddenly woke up and whispered "that was only a dream which you also keep on repeating for the last five minutes while checking your alarm clock and you glace on it and saw it was 5a.m. Usually you wake up at six because school doesn't start till 7a.m. You go down the stairs and start to eat cereal, then take a shower, shave your legs because you'll be wearing shorts and also thinking it might be hot. You also end up straitening your hair because it was wavy in the bottom. Most girls would want to have their hair wavy on the bottom but you don't like it at all. You might as well have it straight. As you finish you putting your clothes and straitening your hair, you get an extra sweater in case you get cold.

Next thing you know you were going to be late and saw the school bus. You saw your other classmates so you starting catching up to the bus but the driver wouldn't stop and people were laughing at you while running. You just hope Peter was in the bus. You knew all that he wasn't there because would of told the driver to stop but even if he told him the driver still wouldn't listen to Peter. Soon the driver stops and finally let you inside. You were so exhausted just by chasing the bus, luckily you get to keep up thanks to P.E and working out in weekends. People starting staring at you and whispering that your some kind of weirdo which you keep hearing for the past year. Since you moved in Midtown High you notice that people should criticize more on the outside than in the inside. What matters is what a person is in their heart more than what people think of you in the outside. It was about time you see an empty seat at the back and felt relief. Ever since last year you always notice being normal, smart, and being friends with nerds, your life would be hell and that you wish to survive daily in Midtown High but luckily back then when you were popular in Manchester you know right away you can handle unlike Peter; students were more worse in Manchester they were more sober, mean, selfish, and have cunning minds like you do or most students there.

As the bus keeps on moving straight to school you would be taking the bus again later for a field trip to a bio-research lab. Your thoughts were interrupted when a fat boy was eating his sandwich start to laugh and everyone including the driver. You heard a familiar voice saying "Hey stop the bus" Peter said. You know all along it was Peter. He keeps on repeating again. You stand up and start to walk towards the driver and said, "Stop the bus" but he just ignore you. You want to argue with him that Peter has been chasing us a block or two now. Just as you to speak Mary-Jane stand up and said, "Stop the bus he has been chasing us since Wooden Blvd". You never thought she cares about Peter you thought she was a popular girl who wouldn't give a time of day to Pete. You always had in your head she was just like you were in your past. But you were wrong, you saw more than just a pretty face on M.J. She had a kind heart. "Thank you" you replied. No problem she answers back. As the bus stop you fell like you were about to fall but you control your balance and went back to your seat.

Peter enter the bus and someone throw a crumbled paper at him and said "what a geek" one of the boys said. As he keep walking slow and finding a seat another boy remark "your so lame Parker". He was about to sit next to a girl who has glasses and said to him "Don't even think about as she put a book to the space next to her". He keeps on walking more slowly and was willing to sit to the fat boy but the fat boy nodded saying "no". You know that since his dream girl Mary Jane was behind the seat of the fat boy. You said to yourself "don't get distracted" saying five times but one of Flash friends end up tripping him on purpose. They all knew he had a thing for Mary Jane. He was still in the floor and people were still laughing. You help him get up and told him to sit next to you since no one wanted to sit next to you either.

_Two Hours Later in Columbia University_

You had arrived in the field trip your classmates had all been out of the bus. The teacher explains the rules and said "Midtown High seniors, no wonder no wondering and proceed direct" he continues until someone was playing with a small ball and almost threw it at the teacher until he caught and said "knock it off" he said being annoyed. As he continues his lecture "it's a privilege to be here" he continues but you started being bored and decide not to listen to him. On the other hand you see Peter who is always the type of boy who is always a pleasant faced senior who's among the top in his class also sincere and serious, he has yet to

Develop a way with women. He see him smiling it's been days since you saw him smile you wonder what is it this time. You look at the direction he was smiling and end up seeing Mary Jane having her hand up as she like going to say hello to someone. "M.J" you hear one of her friends say to her happily. You realized that she wasn't actually saying hello to peter but her friends. Mary Jane was a normal teen who is also a senior. She's beautiful and intelligent. You go beside Peter and try to cheer him up saying "Cheer up Pete you'll get to talk to her next time". As you said you want to honest with him and at the same time to tease him "Just hope you make the first move before Harry does". He was becoming uncomfortable and curious on what you said. "I was just kidding can't you take a joke some time" you said. He felt relief and said "I can't believe we are actually here in the Columbia University to see one of the most advance technologies which is unreal. "As much as I want to admit on what you just said I'm more interest in taking our photograph we'll be taking pictures of the entire genetically-altered "super" spiders. As you continue saying "I always wonder if spiders have super powers of there own, you thought about those spiders and how you dislike them and curious about what your about to see in the lab. As the class keeps moving forward to the entrance of the research lab you and Pete continue to walk. Furthermore you stroll down with Peter you hear a familiar voice behind saying in a friendly way "Pete" Harry called. "Hi Harry" Pete answer back and continue on walking until and older polite man remind Harry "Harry won't you be needing this?" as the man hand him his bag. "Oh Peter I want you to meet my father, Norman Osborn" Harry introduce his father. "I've heard so much about you" Norman said. "Great of honor to meet you sir" Peter saying it in a good manner. Norman look straight at Peter seeing interest in him. "Harry told you're a science whiz. "You know I'm a scientist myself" he process on talking to him. "I've read all your research on nanotechnology really brilliant" Pete said. You understood it? Norman wanted to hear an answer. "Yes, I wrote a paper on it" Pete was starting to enjoy the conversation. "Impressive your parents must be very proud" Norman said thinking at the same time he was an intelligent student and wish Harry was just like him. Peter replied "I live with my aunt and uncle and they're proud". As you were still there right beside Harry and seeing those enjoying every single word they were mentioning. As you were having the feeling to go follow the instruction the teacher told the class earlier you went up to Peter and Norman but Harry comes in quickly and said "Oh Dad this is Candy Merteuil". "Oh so you're Candy the one the Harry mention about you helping Peter as you were his assistance" he said to you smiling. "Well I help Peter many times even Harry in their science project and convincing them what ways are easier". "Oh I see" he said". He persists to talk and said in a curious tone "Candy Merteuil, why does your last name sound familiar". "Well since you think it's familiar perhaps you heard it with a common last name, you said wisely. "You have a cunning mind Candy no wonder, I'm positively sure it's the reason why Peter considers you as his assistance" he replied on having a little interest in you. "Hey, you three! Let's move! Your teacher said very loud. This made Peter turn his head. Peter was glad he finally gets to meet Harry's dad. He was thinking that he actually wasn't bad as Harry mention it you and Candy. "Nice to meet you" Peter said. "Hope to see you again, you too Candy" he said as you three turn back you heads and start to walk approximately to the entrance of the science department. Peter start to mention to Harry "He doesn't seem so bad". "Not if you're a genius and I think he wants to adopt you" Harry replied.

**TO BE CONTIUE……..**


	6. Chapter 6: Spider Bite

Disclaimer: I do not own Spider-man or any related character, all of which is property of Marvel Comics. _Spider-Man Characters and Base Plot does not belong to me, I only got this idea by having Candy a woman in her dark past not being herself and acting like her cousin her role model Kathryn Merteuil from the movie Cruel Intentions.  
I'm only responsible for the existence of Candy Merteuil of Spider-Woman. Oh yeah it's my first time writing a story like this._

_Chapter 6: Spider Bite _

_Preview: Peter, Harry, and you were about to walk to the entrance of the research lab but Harry's dad Norman came. Harry introduces his father to Peter and you._

_"There are over 32,000 known species of spider in the world" one of the employ said. There are many electron microscope and some how you see one of the biggest and most advance electron microscope Peter was talking about earlier. The employ continue to have a lecture "They're in order Araneae, divided into three suborders" she says. As you keep on moving forward wanting to see all the spiders and get info and pictures on school paper since you're helping out Pete. _You want to go ahead of the class but decided to stay because of the rules the teacher said earlier outside. "Peter started to mention to Harry about the microscope saying with interest, "This is the most advanced electron microscope on the East Cost. It's unreal". Harry looking at him with no interest on what he was talking about. Mary Jane who was at the trip as well was getting uncomfortable around Flash trying to kiss her and said annoyed "Come on" as Peter stared at her and noticing she saw that. Meanwhile you on the other hand were as well left out of the picture as you were invisible to everyone including Peter and Harry. You knew all along since M.J was going to be in this trip you know that the two boy's attention was only on her. Next thing you know two of Mary Jane's friends where right next to you looking at the spiders and taking pictures. "If it isn't one of Parker's nerdy friends taking pictures as if she was a dork, oh wait she already is one, one of Mary Jane's friends tense and enjoying it. "If you have a problem with me you can settle with me face to face with me right here and now you said in a demanding voice and a serious tone. "Oh yeah let's see what you got dork" she replied.

While Peter on the other hand was taking a nice perfect photo until someone push him on purpose and taken an awful shot of the spider. As the lady was explaining other type of spider which has strong webs that can hold a bridge, Pete was pushed once again until Harry said in a concern voice "leave him alone". "Or what" one of Flash friends get involve in the conversation, "Or his father will fire your father" Flash said in enjoying them suffer and other boys gave each other a high five. It was only a few seconds when our teacher said in a mad whisper voice "what is going on", the next person who talks will fail this course" which the teacher warn Flash and his friends and Harry. As you were still in the argument with the two other girls, you wanted to say something so threaten that you'll take them as your advantage. But you better to say if your still the old you, you would handle them so easy as your cousin taught you how ruin people's reputation especially those who mess with Merteuil's. You think back and realize then it was your past and now the present. You want to do things your own way not your cousin's way. So you made the best excuse you have to say to them "Trust me you don't want to get in my way and make me angry" you said in mad and threaten tone as the girls were scared at what just said to them. As you look at them you gave them the most scariest and innocent face to disc eve them. They both look at each other and went away from you. It was your worse day but at least you got them where you want to feel. Luckily you didn't get any warning from the teacher.

Walking forward you see Peter and Harry and go to them. Approaching near to Peter, Harry went to M.J and talk to her and getting himself to get notice by her saying _"Yeah I hate those little things" he said not knowing what else to say to her._

"_I love them" she replied as disagreeing with Harry_

_Harry once again change to saying he likes spider as well, "Yeah me too"_

"_You know spiders came change their color to blend into their environment" He said rather knowing if he was saying it right to impress her to what Peter said to him._

"_Yeah, it's a defense mechanism" using Peter's words._

"_Cool" she answer him._

You had heard every word Harry said to her and told Peter that he should be the one talking to her instead of him since he use Pete's own words on talking to M.J. He told you that he didn't want to talk to her and told Harry instead to talk. You know how Pete is with women. Harry glance back at Peter giving a sign of what else to say but turn back. As lady continue on with her lecture about having 15 super natural spiders that have been develop to be super natural. M.J mention it was only 14 and Harry agree and the lady just said they were still working on it. Harry continues his conversation to M.J and using his best friend's words as usually but the teacher caught him talking and said to him that he doesn't know what it's like in fancy private school. You never knew either he went to private school maybe you just never ask.

_You still remember you have to take every single spider's photo as your assignment. You every single shot of the type of spider the worker have mention. Then out of nowhere you overhear Peter saying to Mary-Jane, "Hey can I take your picture? "I need one with a student in it, he said nervously. "Sure" she replied._

"_Great"-_

"_Where do you want me"-_

"_Over here"?-_

"_Yeah, that's great", he pointed at the direction where he wants her to be in._

"_Don't make me look ugly"-_

"_That's impossible" he said to her always seeing her beautiful daily to school._

He began taking pictures of her were the 14 spiders were in the glass.

You need to take one with a student in too. But you decided since Pete is fond of taking many pictures of her, you can just say to your teacher in photography you tookthe same person Peter has taken shots.

As he continues to have at least six shots he have, one of Mary –Jane's friends yell across the room, M.J let's go!" She hurries down quickly to the group of class and Peter wanted to thank her but she was gone and couldn't hear him. Pete somehow start to feel something just hurt him really bad and knew it was a spider and it was hurting him so much. He tried to look as he was still normal earlier.

Wondering across the hall of the science department you spotted Peter and ran to him quickly as possible. "Are you alright", you said curious about what made him look weaker. You grab his hand to see but he quickly removed it from you, "Peter you have to let me see your hand or you'll never know what'll happen to you, you said in a demanding voice. He wouldn't want you worry and let you see. Then you just grab his hand tight so he wouldn't let go. You were a bit stronger because of working out in the gym every weekend to be fit, you look straight on his hand and said in brief, "Wow you been bitten by one of the spiders. He was looking at you as if you were crazy. "Don't give that look Pete, I know that you bitten by one even if you want to mention it or not". As you two start to disagree most of the time like an intellectual debate. Having a discussion your hand starts to feel lose and slip, your camera start to fall. "I told you, you should always have your camera around your neck instead of holding it" he said with disappointment. You were clueless on what to say because he was right and that you should had listened to him before. He was always the type of dork and intelligent type of guy. You are a little opposite to him you were also as wise as he is and a cunning mind. Which you two do in school. One of those days was last spring. You and Peter were in the same English class. The teacher wanted someone to answer what themes of Jekyll and Hyde can he discussed. Pete raised his hand and said, "I think Stevenson is talking about the duality of man. Man has both good and evil in him". He once said again to be specific about the theme saying, "If man cannot suppress his evil instincts, he is inevitably doomed". "Wrong", you yelled right in getting everyone's attention and to elaborate on the subject. I sat right behind Peter and turned his back on me wanting to know what I'll be elaborating about to what he said correctly to the teacher. The teacher wanted to hear what my answer was and listened.

"_Nowhere in the novel does Stevenson mention good over evil. In fact it was just the opposite". "Jekyll loved Hyde so much that he protected him from the world" you saying the opposite of what Pete just said to the teacher earlier. _

"_He protected Hyde so he wouldn't hurt people" Pete said_

"_Please. He loved hurting people"-_

"_Then why does Jekyll kill himself"-_

"_Where does it say that in the book"?-_

"_The end! Mr. Utterson found his body"-_

"_Utterson was idiotic"-_

"_Your point is idiotic", Peter said in an angry tone._

The teacher had heard enough and breaks up the argument, "Break it up you two" he said. He was impress and was thinking he was losing his mind. He hasn't had anyone two people before who had an intellectual debate.

Therefore, back in the science department in the present time. You still remember of your intellectual debate with Pete in English. You started feeling something weird in your body and take a look, but nothing was there. "Are you alright", Peter said looking at you. "I should be the one asking you, you said. As you bend down to get your camera you said with an angry tone, "Can't this day get any worse". Peter looks at you and knows you have a terrible day. He didn't feel good now either because of the spider. Soon something crawled to your hand but you didn't feel anything. Fixing your camera was hard but you got it fixed already then "ouch" you said in a hurt tone and Peter saw the spider that just bit you and saw it was the same spider he has been bitten by. The both of you look at each other.

"Candy whatever we do we should not tell anyone one about this one the two of us should know", Pete said to you. You agree with Pete. Somehow you start to feel the same sickness Peter was having and starting walking sideways. You fall and get shock by electricity and made the feeling worse. "You should be more careful" Pete said and help you get up. You never felt this day getting worse.

"Parker and Merteuil let's go! He yells across the room. Everyone was already in the bus and you sit in between Harry and Peter. You guys were all quiet expect of other students on the bus. Waiting in the bus was like taking forever you just wanted to go home and sleep, so was Peter having the same thought. You just hope that when you get home everything is going to be alright and that tomorrow you won't be sick when you wake up.


	7. Chapter 7

_Disclaimer: Spider-Man Characters and Base Plot does not belong to me, I only got this idea by having Candy a woman in her dark past not being herself and acting like her cousin her role model Kathryn Merteuil from the movie Cruel Intentions and her abilities are the same with Peter. The only difference some of her abilities comes from the show "Heroes".  
I'm only responsible for the existence of Candy Merteuil of Spider-Woman. Oh yeah it's my first time writing a story like this. Oh yeah this summary is similar to the cruel intentions movie summary I just added Candy in there in the summary and a bit of her personality earlier in her days. This story now continues of the movie Spider-Man. This is just the beginning of the story and more conflicts but that wouldn't be until part two, oh there is also romance later in the chapter. _

_Recap of Candy Merteuil's life: Kathryn Merteuil, Sebastian Valmont, and Candy Merteuil are related except for Sebastian who is the step-brother of Kathryn living in Manhattan. With their parents traveling in Europe, the wealthy three friends has the family penthouse to themselves as they're while away their summer break before beginning junior year at the Manchester, a private high school. Sebastian, bad-boy, has apparently slept with all the girls in town. Kathryn, who appears to be the good girl class president, is actually far more immoral, mean, nasty, cruel, wicked, and spiteful than Sebastian, but maintains appearances to the contrary. Candy, considers her cousin, Kathryn as her role model as a seductress reputation to all males in town and considers to be amoral and malicious just like Sebastian and Kathryn, she appears to be an angelic teen but doesn't reveal her true appearance to anyone. When Kathryn is dumped by her boyfriend, Court Reynolds, for the innocent Cecile Caldwell, she schemes revenge by destroying Cecile's reputation. She challenges Sebastian to deflower Cecile and transform her into a tramp to humiliate Court. Sebastian isn't as interested as Cecile -- she's spent her whole life in a Catholic girl's school and presents no challenge. The girl who has caught his attention is Annette Hargrove, the new headmaster's daughter. Annette had written an article for Seventeen Magazines on her plans to stay a virgin until she finds her one true love. Kathryn makes a wager. If Sebastian fails to lure Annette into bed before the summer is over, Kathryn gets his car. If he succeeds, Sebastian gets Kathryn, whom he wants anyway. Sebastian accepts the bet, and along side with Candy to help him succeed and earn to trust of Annette's friendship, but Annette turns out to be more than either of them bargained for. Then went to Midtown High and met new friends Peter and Harry Osborn. A year has past and she is now in her senior year. Peter, Harry and her went to a field trip and she and Peter were bitten by a spider. _

_Chapter 7: Changes and strange things_

Thursday afternoon clouds the sun setting. Feeling of exhaustion, stress, sore, dizziness, stomach pain and weak on your entire body, you were gland to be heading home and still remembering the incident earlier with your day of the spider biting you on your hand that looks injured. You caught a cab and desperate to be heading to your penthouse, to relax, have tea, drink medicine to recover you sickness you have, and lastly sleep.

Arriving to your penthouse and heading straight your room which used to be your cousin's room and still having all her resource, clothing, shoes, picture on the side of her bed, her secret door where all equipments remain enigmatic she left behind, and lastly her most smooth and gorgeous fabric bed which was your most favorite. The penthouse was enormous so you ask your maid to give a medicine, tea, and your silky red robe you use to sleep. She gave you all that you require and ask if you need anything else. You told her to leave and want nothing else. After sipping every last drop of tea, you drink your medicine and decided to use the restroom. Afterwards, you slightly feel your body was moving by itself and get a paper and color pencils which you have no clue what you're doing, suddenly you get one of the color pencils and start drawing. You never had drawn a picture so perfect that you had the worse drawing ever and hardly even draw, you feel your drawing something and try to look but you can see was nothing. You feel drawing as if you were blind and that your hand just move out of nowhere and feeling that you were coloring and still can't see a thing. In about a minute you stop and frequently you just opened your eyes as if you're sleeping. Opening them slowly you sees the paper and color pencils you got earlier and saw a picture drawn or what you just draw. The drawing was unreal as if you paint like an artist or drawing pictures in comics. The picture two figure students in the hallway and you notice it without hesitation; the one on the left shows a boy just like Flash Thompson and Peter on the right. Flash has his arm strength out and Peter blocking it. You can't believe on what you're seeing a picture perfect which you just drew in about two minutes. Thinking you had gone crazy and your body feeling worse, you decide to go sleep until you heard your maid saying to herself, "I hope Mademoiselle is feeling well tomorrow, at least she is not like her cousin Kathryn who treats me like dirt and only pays me for my service and not respect". As you heard her you went up to the door and said, "Madame what are still doing near the door of my room you should be asleep, and who were you talking to" as you look around the area. She looks at you and said,

"_I'm talking to no one Mademoiselle and you should know that nobody's here but the two of us". "She must be going crazy since she is feeling sick", said the nurse to her thoughts. "I'm mot crazy Madame, I can hear you talk" you say to her. "Maybe you should go to bed and we'll see what happens tomorrow", say to you worried. You replied back saying "yeah" and head back to your room and close the door and lye down and went to sleep._

Waking up early at the morning at 5 can be a drag, hearing your alarm clock buzz you stop it and get up and look at the mirror. You see yourself an inch taller, flat stomach, having a little muscle on your legs, tights, arms, and stomach, clearer eyes, and smoother skin you have. It is unbelievable what you just saw, you can't help but stare at your body and notice you have curves. You feel energetic that you can run a mile in 5 minutes, but know that you have to go to school. Your maid May-Lee enters and said with excitement,

"_Mademoiselle didn't expect you to feel better today; I thought you were still sick". "No I'm fine and there are so many changes" you said to her. Suddenly out of nowhere you hear her say in her own mind, "She became skinnier and a little curve on her body and tall" you hear her say in her thought._ You realize now that you weren't crazy that you could hear her thoughts and what she's thinking. It was getting weird; if you can read her mind then what you draw yesterday was real as well you thought. You ran back to your room and get the picture you drew and saw it was still there. _"Could I have drawn this" you said to your self. You get a paper and your color pencil once again to test its unreal._ You get a any color and within a few seconds you start to feel blind and your hand moving by itself and at the same time you feel your drawing again. It was the same feeling you had last night your hand was getting a different color, you couldn't see what your drawing and then you get a different color once again but this time you feel you're coloring the picture. As a minute or two past, you open them and see a different photo of Peter Parker climbing up the wall. _"This is weird" you said t yourself._ You check your watch and saw only three minutes have past, you start to get the picture what you drew yesterday and one today and put in on your shoulder bag. You decided to call Peter and his aunt answers. You told her you want to talk to Peter and you and Peter talk for a few minutes and told him about the changes on your body and how you could read your maid's mind and this drawing that you want him to see. He thinks your going crazy about the mind reading but he tells you that his body figure change as well. _"At least there are some changes__that we have in common", you said in relief._ He tells you that us you guys will just talk later at school at lunch and he mention that we should tell anyone about this changes. You agree and hang up the phone and decided to dress up and get your equipments.

Midtown High

Going to every class can be boring it's like nothing interesting is going to happen. The only things are different are your body changes, bitten by a spider yesterday, drawing things that can't be seen but drawing it by itself, and reading your maid's thoughts. The strange thing is in all your classes you some how get to read someone's mind again and then the chemistry teacher's mind on how tiring it is with students. At first you're thinking it was unreal but then again it keeps coming back and you can't control it. The other reason is you get a piece if paper and somehow your hand got stick to it. It was hard to remove it and people were staring at you strange. It was getting weirder and weirder but everything else was normal. It is lunch time and you're desperate to talk to Peter about the changes you been having.

It was in the middle of the day now just two more classes to go. Getting in line in the cafeteria is one of the main events you dislike and the food taste disgusting. Not feeling hungry you decided to skip lunch and just eat at home. Looking for Peter you caught him where he would always is daily in the tables sitting as a loner. Seeing him, you walk near to the table but something else caught your attention Mary-Jane Watson. She was walking straight to the table where Flash and her buddies are, she go right past Peter's table and seeing him smiling. As M.J walk past an orange juice was on the floor and as she walk into it you start having the sense of reflexes of some kind of danger going on slow motion. Having that feeling you have to run up to her and caught her before she slips and embarrasses her herself. Just as you were about to you already saw Peter caught her and her food with fast reflexes, you never seen him do. You overhear their conversation and hear,

"_Nice reflexes" she said to Peter. "No Problem" said to her smiling and impress of Peter's reflex. _

"_Hey you have blue eyes I didn't notice without those glasses, just get contacts, and well see ya she said to him._

Peter was totally speechless on what say back as if his knees are going weak. You were already in front of him and he just notice you with a shocking look and you both sit down on the chairs. Within seconds your brain remembers about talking to him about the changes but somehow he looks disappointed, and you knew why. He couldn't even make a move in Mary-Jane. Looking at him makes you want to cheer him up and say something he had his palm of hand stick to the fork. He forcefully try and put in down without pulling the fork out. Realizing what just happen you just remember back in class when you had your pencil and was stick to your palm as Peter was now.

"_That happened to me during in class as well" you saying to Peter._

"_Yeah, well this happened to me this morning"-_

"_Pete we can't just sit here and says this unreal because it's not"-_

"_We really need to know what just happen"-_

"_I'll tell you what happens, last night I drew a picture perfect with my eyes blind and hearing people's minds on what there thinking"! You said in furious low voice._

_You give Peter a serious look but then he pull the fork with force you can see a spider web and then shots to one of the a student's food tray. He didn't know what to do and you and he were looking if any besides you two saw what just happen. Luckily you were beside Peter and just within second the tray he held on went on Flash Thompson. Throwing or embarrassing Flash wasn't the smart choice._

_Peter just walk away on feeling guilty which he was still figuring out what just happened. Flash just go and follow Peter and desires to get his revenge on him especially a nerd like Peter. Following Flash you have a terrible feeling what is about happen and know that they would start a fight and decide to stop it even means people thinking Peter is a coward toward his one number one bully in all the world. Still following him you caught Flash on a dreadful face and suddenly your reflex on your head was going in slow motion as it was in the cafeteria earlier. Just then Peter just blocks his punch and living his locker as someone wanted to break his locker. "Think your funny don't you freak!" Flash said in a mad tone. "Flash it was an accident", Mary-Jane says across the hall. Seeing with your own eyes the two boys are making a scene and everyone was watching them, you know for sure Pete can't handle fighting especially with his number one bully. Peter standing right in front of Flash looking his best to be brave and said, "I don't want to fight you Flash"- _

"_I don't want to fight me either" Flash said and punching Pete on the face but Pete somehow blocks his punch. You start to remember now this scene doesn't just ironic but the same as the picture you drew yesterday last night. You unzip per your shoulder bag to get the drawing and saw it was the same no mistake. The picture shows Pete on the right side of the hallway were the lockers are and Flash on the left side punching Pete the third time now. _

_Pete has no idea what his was doing but just blocking him with his fast reflexes and then one of his friend try and get Pete but did a back flip. You were shock and amaze on what just happening. Mary-Jane tells Harry to help them but said, "Which one". Flash was getting annoyed that he couldn't beat me up and started punching more but Peter grab his right arm and put down his fist as if it was nothing and Flash fall to ground and slide backwards and a teacher drop all his lunch. People were actually cheering for Peter, it's like _

_First time you seen him fight and conquering his fear. You still have the picture on your hand and Harry said to Pete that was amazing and Peter looking at him. He starts to run way and left his best friend Harry behind. You follow him on the streets of the ally and told him, "Pete there more thing here than what are just happening to both of us"_


	8. Chapter 8: abilities

_Disclaimer: Spider-Man Characters and Base Plot does not belong to me, I only got this idea by having Candy a woman in her dark past not being herself and acting like her cousin her role model Kathryn Merteuil from the movie Cruel Intentions and her abilities are the same with Peter. The only difference some of her abilities comes from the show "Heroes".   
I'm only responsible for the existence of Candy Merteuil of Spider-Woman. Oh yeah it's my first time writing a story like this. Oh yeah this summary is similar to the cruel intentions movie summary I just added Candy in there in the summary and a bit of her personality earlier in her days. This story now continues of the movie Spider-Man. This is just the beginning of the story and more conflicts but that wouldn't be until part two, oh there is also romance later in the chapter. _

Chapter 8:

There's heaven above, and night by night,

I look right through its gorgeous roof;

No suns and moons through e'eer so bright,

Avail to stop me; splender- proof

Robert Browning

You chase Peter through the most streets of New York of cars, buses, and people going to every road of making choices. Little do they know that life is mainly making choices, either making the right one or regretting it? He to stop in an alley and look up on his own hand curiously of the incident earlier in school. He notices near the edge of the wall of a spider. Directly at the edge of the spider and in his hand was a pointy sticky object or figure his just saw. He notices a wall behind him and put one of his hands on it. You shockingly saw he was climbing up the wall, it was astonishing and unreal. Peter overlook on the question you wanted to elaborate, but was active on climbing with excitement. He face up and ask, "_Candy let's discuss about your topic later"-_

"_Pete my topic is more essential than yours right now"-_

_Still ignoring your question he says to you, "Candy if these things really are happening to me you same goes for you"-_

"_I don't think that's a good idea Pete"-_

"_Come on take a risk Candy, after all you always take a risk on something new"-_

"_Well this is not the time, come Pete it's probably you have on your hand"-_

"_Hello Candy! My hand is not sticky I can really climb, how about the time you told me during lunch about first period ha"-_

"_If my hand has web, you can climb as well as I can"-_

"_Alright you win, I try and see if I can climb" you said a little annoyed._

You put one hand to the wall and feeling stupid but somehow you start climbing and getting a feeling of excitement. "Pete must be right whatever it is happening to him is similar to the one's happening now to me" you said to yourself. Pete saw you climb and said "I told you I was right" he says. As you two continue to climb the two of you where overjoyed. The two you scream, "Wooooohoo" and you and Pete start t run and jump buildings to buildings. You didn't ever realize you were jumping on many buildings now, and your jump and speed increases and so did Peter's. Then suddenly there was a building that you guys can't jump thought. Anxious and curious you and Pete were thinking the same about shooting your web on one of your hands. Only problem is how. He nervously tries to make the web come out just as the one in the cafeteria and say "Go web", "Fly" etc. You start to have goose bumps for no reason and advise him "Pete why do you just extent on your arm and point your arm to the direction". He try your advice and it works the web on his arm was on one poles and it extent afar. Frightened on falling he close his eyes and said, "Here I go". He was swinging from across the building and can't control himself to stop and hit his head on one of the billboards.

Meanwhile you were more of a risk taker and did exactly what Peter did earlier and you swing through and land in a perfect landing unlike Pete. "You learn pretty fast Candy" he said to you. "Yeah well like you said I'm more of a risk taker" you replied to him. Changing the subject you say to Pete who still was still over joy, "Pete can we talk now".

"_Elaborate then" he said to you_

"_Remember the incident earlier in the cafeteria and the fight with Flash"-_

"_Yeah I totally kicked his butt"-_

"_I know your excited and all but that not the reason"-_

"_Pete just listen to me for a minute"-_

"_I'm listening"-_

"_The picture I drew yesterday was actually what happened today" _

You hand him the two pictures you drew and hope you're not losing your mind. Pete looks between the two pictures and ask curiously, "When did you drew this". "Yesterday, and you should know that I didn't know how to draw superior as an artist", you said to him.

"_Peter the moment I wanted to draw my body just move by itself and I was drawing this blindly!-_

"_Your crazy"-_

"_I'm not crazy!-_

"_Then prove to me you can draw this blindly like you said and we'll see what you'll draw next"-_

"_I don't just draw them randomly they happen like that picture you and Flash and you climb, that not crazy Pete, I can draw what'll happen in the future!-_

_Peter looking at you, assuming your crazy of first drawing the future then reading people's minds. "How about reading people's minds can you still hear them" Pete said._

"_Yes I still can but it goes on and off and I can't control them"-_

"_Test me and hear what I'm thinking"-_

_You hope that this time that you could hear so he wouldn't think your just crazy but also telling the truth. Seconds past and you then hear Peter's thoughts in his head, "She has to be joking she always joking around because it's impossible to hear someone's thoughts". You were glad to hear it and tell him, "Don't say I'm joking, I'm serious Peter epically you saying that it is impossible" you said angrily. He looked at you at a shocking expression and he ask "Try and hear a mines again this time it's a different topic" he said still not believing you. You heard his thoughts ones again, "Gosh I wonder what time it is"? "Is that all you can say Pete, what time is it"? He was terribly shocked and this time he believed you and heard "this is unreal" he said in his head. "I heard that Peter". "Okay you got me you can read someone's minds now how about that drawing picture". _

Moreover, telling Peter the ability to draw is harder to control but had no choice, and get a paper and your color pencil in your shoulder bag. You have that feeling again that your body's moving by itself and feel that you're drawing while Peter watching you. Pete put his hand near to your eyes and wavy on it. He notice that you couldn't see and that seeing what you're drawing and coloring of M.J his next door neighbor talking to him. Suddenly you stop was back to reality. Looking at the picture you draw you Pete knows now that you not crazy. "You think this picture is actually going to happen any day now" he said eagerly. "I don't know when this is going to happen either today, tomorrow, or the next day", you said still looking at the drawing that it was gorgeous and realistic. "Why do you u ask Pete" you said looking at his face. You know that he was blushing and smiling. You u hand over the drawing and said, "You should have it that way you can day dreaming about it", you said in a disappointed voice. The disappointed voice you just had was a voice of sadness and rejection and your heart skip a beat. You never had this feeling and don't even know what it means to you.

Pete on the other hand was more excited than any other day of his life. You and Pete saw it was sun setting and told you that he had to leave because he had to go back home. He went down on the sidewalk and start running. You didn't have a problem staying late because no one was in your place waiting for you, only May-Lee which she could still be worry about you. You go by the sidewalk and start to jog but you went to an alley and swing up to a building with your web and was faster to go building to building and practice some your swinging, landing, and practice marshal arts.

**To Be Continue **


	9. Chapter 9

_Disclaimer: Spider-Man Characters and Base Plot does not belong to me, I only got this idea by having Candy a woman in her dark past not being herself and acting like her cousin her role model Kathryn Merteuil from the movie Cruel Intentions and her abilities are the same with Peter. The only difference some of her abilities comes from the show "Heroes".  
I'm only responsible for the existence of Candy Merteuil of Spider-Woman. Oh yeah it's my first time writing a story like this. Oh yeah this summary is similar to the cruel intentions movie summary I just added Candy in there in the summary and a bit of her personality earlier in her days. This story now continues of the movie Spider-Man. This is just the beginning of the story and more conflicts but that wouldn't be until part two, oh there is also romance later in the chapter. _

_Chapter 9_

_Ever wonder why people are the way they are? Some are born to have the qualities they have and use it for the good of mankind. Others were born with the qualities they were given and use it against each other for revenge._

Sun was setting and the view on New York is as freedom as you were on top of the rooftop building sitting down and thinking about your past life. You remember the time you were the age of 10 you been chosen towards to be managed to invent yourself. You were taught by your aunt (Kathryn's mom) that women are obliged to be far more skillful than men. You had to invent not only yourself but ways of escape no one has ever thought of before. Being taught by our aunt and trained to be calculating as your cousin you knew at your age that the role was condemned to namely, to keep quiet and do what I was told. It was the perfect way to listen and observe to whatever it was they were trying to hide. My aunt taught me many things on how to calculate people by practicing detachment, learn to maintain appearances very deceiving to everyone around people to test them. I became virtuoso of deceit which gave me my own deceiving personality to make my own weapon. Looking very deceiving toward people I was cruel but inside my heart I was a frankness person to fit in the upper class of the Upper East Side of New York.

It has been a while since I was a calculating teenager to get what ever I want. It was getting darker of remembering of my memory before I was considering a merciless teen in Manchester. I on top of the trees where no one can see me kneeling and jumping down you saw your own penthouse. It was just like two years ago that you wish to have your won cousin's penthouse and here it is all your's and inherited. You ran to the entrance you don't seem exhausted. You usually feel exhausted of running just a mile but today you feel energetic. You even had to run up the stairs instead of taking the elevator. May- Lee was there and worried. You told her you already ate and that you'll just take a shower and then go to sleep. You finish your shower and put on your sleepwear. Just then your phone rang and answered it, "Hello".

"_Hi Candy, its Pete"-_

_Hi Peter, what's up"-_

"_Remember the drawing up gave me you draw while we were discovering our new abilities"-_

"_Yeah, what about it"-_

"_The picture you drew just happened about 20 minutes ago, where me and M.J talk about after graduation"-_

"_Well I'm happy for you Pete that you finally talked to her and made a move"-_

"_Talked to her yes, made a move no" Peter said_

"_Anyways Candy, I called you to tell you since I want to make a move on M.J, I might as well try and impress her with a car" he said _

"_Let me guess you got that idea because of Flash Thompson right" you said guessing_

"_Looks like you read my mind again"-_

"_No actually I just had a guess"-_

"_Great so I saw in the newspaper on where to get money and to wear costumes"-_

"_Why would you want to wear costumes"-_

"_Wait don't tell me your going to test your abilities by fighting someone randomly"-_

"_Your close, it's going to be in this wrestling area where they pay someone who beats the champion within 3 minutes"-_

"_Pete, I know you want to impress M.J with a car but don't you think your overdoing it"-_

"_Come on Candy, you always say, sometimes you have to take a risk to know that it will go along great in the end"-_

"_You also said to me that taking risk can lead to consequences and regretting them too"-_

"_Well, I'm willing to take my chances" he said to you impatience_

"_If that's the case let me go with you"-_

"_Why would you want to go, you already have money, it's not the money Pete how about if you don't get the exact money you want"-_

"_You mean you'll help me"-_

"_Of course Pete we are friends"-_

"_Second Best friend"-_

"_Hey, that's not fair"-_

"_You know you Harry is best friend too"-_

"_Oh right, I forgot but I'm still consider your second"_

"_You know what they say second's best"_

"_Well bye"-_

"_oh wait Pete where do we meet we meet up"_

"_Almost forgot about that, we'll meet in my place so that I can introduce you to my aunt and uncle then we can go to the wrestling"-_

"_Alright I'll meet you there tomorrow at 8a.m"_

"_Bye Candy"_

"_Bye Pete"_

However, hanging up the phone you were excited to go to Peter's house tomorrow. You almost forgot that Peter mention about costumes, and you have to make one today at the night. You have no idea what to costumes to wear so you decided to draw. Just as you have color pencils and a blank paper you were set. You were clueless but then you start to you eyes getting blind and you hands moving by it, you were hoping that it'll draw your costume. You're drawing finish within two minutes. Your eyes came back with your sight and see the drawing. You see Peter standing near the edge of the wall looking disappointed and a man with a gun running towards him letting him go. "I have a bad feeling about this" you said disappointed and curious what to wear on a costume. You get your sewing machine and took out the material you had chosen with some old fabric with your used clothes. You put a mask which didn't cover your whole face but your eyes and half way to your nose. Your clothing would be on your blouse would be the color turquoise and light purple and you decided to wear just jeans. So you put two colors together and make a fabric of stretch lace off-the-shoulder top has pleated sheer mesh inset and short sleeves. Bodice has mesh lining. You were not the type of wearing costumes and never actually wore on before. The clock was at 11p.m and you decided to sleep since you want to wake up at 8a.m.

7a.m in the morning the sun was nearly out and was cloudy but sky still clear as it's renew. Your room was an enormous room, blue painted walls, soft bed and fancy fabric on the bedsheets, near your bed across from your right was a drawer and in top laid a photo of you, your cousin, Sebastian, and your father and aunt. You open gently your drawer and saw pictures of you and your cousin and others were pictures you taken in photography class which has few pictures of Peter and Harry. You look through the photos and came to your head on what time it was. It shows 7a.m and you were supposed to meet Peter in an hour. You didn't want to be late and decided to dress what you picked last night and decided to put a shirt underneath your costume because of remember of meeting Pete's aunt and uncle and wanted to make a good impression.

You arrive at Peter's house; it was just any ordinary house just as you expect it to be. You knock on the door twice and a woman with a bud with gray hair in her 60's or 70's and her expression was a kind and helpful woman. She didn't expect someone and ask, _"May I help you"_

"_Oh you must be Peter's aunt, didn't Pete tell you that he and I are going to the library and study", you replied._

"_He didn't mention anything"-_

"_I guess he forgot"-_

_His aunt ask once again, "Who are you"-_

"_Oh sorry where are my manners", you said being polite._

"_I Peter's close friend Candy Merteuil"-_

"_Oh so you're Candy the one Peter talks about always having an intellectual debate in English", she said._

Upon hearing his aunt say your name a man the same age as his aunt said, "come in dear wait for Peter he is probably dressed now". The man looked at you and introduces himself and his wife. "Well it's nice to meet you Ben and May", you say.

All three of you guys heard a noise upstairs. May went upstairs and told him a friend of his was here. It took him a while to even dress. You wonder what happened, his probably practice his web shooting or exercising. You and Ben start talking about how Peter mentions you about in school. A few minutes later Peter came down the stairs and said that we'll be going to the library. You were glad to finally meet his aunt and uncle and as you guys were about to leave his uncle said he'll drive us there that he needed the exercise.

After, dropping you guys in the library, Peter's uncle wanted to talk to him alone and you told Peter you'll just meet him in the entrance of the library. His uncle lecture to him about him shirking his chorus and the fighting with his bully. Peter was getting annoyed but his uncle didn't want him to leave yet. He said to him, "_With great power comes great responsibility"._ He pushed him away and his uncle told him he'll pick him up at 10p.m.

Meanwhile you see him crossing the street and see his disappointed face. There must have been a lecture with his uncle pretending to be his father. You guys start walking on the streets and the sky was still clear as an hour ago.The surrounding was filled with couples, parents with their children, and homeless. Looking at the couples made you sick because of the word love and seeing it. Love to you was a meaningless word to you, seeing parents with children hurt you in the inside because of never feeling the love of a parent or relative. Walking an hour was restless for you and was silent the whole hour. Peter broke the silent and starts a topic saying_, "Tell me Candy have you ever known your real parents"._

"_Of course, Why".-_

"_Nothing just thinking back with my uncle on how he treats me as his own son and pretends to be a father."-_

"_You sound disappointed by saying that"-_

"_He always tends to pretends to be a father but his just my uncle".-_

"_Pete, you're lucky to have someone that cares for as a son, I rather give up my life to have yours".-_

"_Why have mines when you have everything anyone has"-_

"_You shouldn't throw away something that important or meaningful to what you have, or you regret it".-_

The road to the tournament wrestling is getting you the feeling of horrible choice to come with Peter. Being with Peter lately for the past year is making you have a feeling unnoticeable in your heart. The feeling of your month goes dry; knees start to go weak and a tingling feeling of a special place. You just don't know whether it's your mind or heart that you feel. You decide to make an appointment next week for a therapy get answers and weather what to do. It would be great once in a while to talk to a therapist to talk about your past and describe what you're feeling now.

The tournament of wrestling and earning money was not your intention but there are always other way to get money, but this is a big risk for Peter and sometimes taking big risks and challenges get to know who you are and what you'll do in the future. Upon arriving in the entrance and looking at the wrestlers fight. Peter was shock he'll be facing the champion. Forgetting to tell him of a another drawing you drew yesterday of Peter letting a man with a gun go, which was not his kind of personality only if something went wrong in the future. Predicting that he'll regret this you decide to confront him even if it means disagreeing with his idea of money. "Peter there is something you must see before deciding to sign up to the tournament", you say to him worried what'll happen in the future. Peter look annoy and said annoyed, "What is it this time".-

"_Look", you said while handing him your drawing._

"_And I'm suppose to believe this is going to happen, you should know Candy that I won't let someone with a gun past by me"-_

"_I know Pete! But this time you let someone go and something must of happen".-_

"_Pete I don't think it's a good idea to sign up, you'll regret this".-_

"_Stop worrying about me besides I have to figure out my abilities"-_

"_Please Pete don't do this"-_

"_Last night you were satisfied on helping me, now you aren't".-_

"_I didn't say I'm satisfied, I'm saying that there are other ways to get money than wrestling with costumes"-_

"_Candy, this is a big opportunity for me to impress M.J and learn my abilities from that bitten spider in the museum and is the highest money we can get"-_

"_You mean yourself!"-_

"_If you think this is a horrible idea then you can leave, I don't need your help it was you who wanted to come"-_

"_If that's how I'm making you feel then its best that I'm not even going to sign up".-_

"_Fine", Pete said in a furious voice_

"_Fine", you repeated what he said and randomly just walk were the crowds of people_ were sitting watching wrestlers. As watching other wrestlers beating up other wrestlers weren't your thing you decided to just get something to eat and not look on the show. The line was so long that you had to wait there for 2 minutes. After getting your food you heard an announcement that someone defeated the champion. You recognize him and it was Peter. He won the tournament within 2 minutes. You were glad to see him excited.

Moreover, Peter was in a room to get his money. The man told him that he defeated him within 2 minutes and that he wouldn't give him $3,000. Peter was depressed and admitting it was unfair. He went out the door and talked to you say, _"Candy, I'm sorry"-_

"_It's alright Pete I forgive you"-_

"_So what do we do now", you said rather clueless what to say next._

"_We should get home my uncle will pick us up"-_

"_You sure, he won't mind"_

"_Don't worry"-_

"_What's with you being worried about me lately"-_

"_I don't know"._

Soon you recognize with a bag and a gun which you just drew and knew you had to stop him. "Stop him", the guy said. The guy went by you and you were doing to stand right in front of him but Peter holds your arms tightly and let him go. The police guard said, "What's the matter with you, you let him". You wanted to ask him the same but your mind reading came back and heard Peter's thoughts. _"The guy who was suppose to give me my money ended getting what he deserves, oh no please don't tell me Candy heard that"._

Now you know that Pete wanted revenge on guy because he won't give him his money. You assume that it will be all right the next hour, but the same time feeling this could be the most dreadful night for the both of you. The feeling of darkness, regrets, and changes that will appear, which you hope that it would not happen.

**To Be Continued……**


	10. Chapter 10: Questioning decision

_Disclaimer: Spider-Man Characters and Base Plot does not belong to me, I only got this idea by having Candy a woman in her dark past not being herself and acting like her cousin her role model Kathryn Merteuil from the movie Cruel Intentions and her abilities are the same with Peter. The only difference some of her abilities comes from the show "Heroes".  
I'm only responsible for the existence of Candy Merteuil of Spider-Woman. Oh yeah it's my first time writing a story like this. Oh yeah this summary is similar to the cruel intentions movie summary I just added Candy in there in the summary and a bit of her personality earlier in her days. This story now continues of the movie Spider-Man. _

_Chapter 10: The Death of Ben Parker and a Wise Decision to Make_

_The world is a dangerous place, not because of those who do evil, but because of those who look on and do nothing. _

_-Albert Einstein_

The surrounding streets near the Downtown Library from a far towards you and Peter, where crowded of people at one area. You and Pete stroll along faster to see the incident and both you guys start feel uncomfortable as you guys feel anxious being in trouble in school. Peter walks ahead of you and leave you behind. Your heart begins to beat faster and shivering with fear towards your whole body. Walking in between the crowd following Pete, you become shock both the same time of a figure of a body on the floor familiar to you. It was Peter's uncle.

Moreover, looking at Peter's eyes was the look of regret, anger, and depressing moment. "What happen", Peter asking the officer curiously. The police answers, "Car stealer his been shot, we just called the hospital they're on their way". You know through your head to be silent and no mention anything, making you speechless on the situation. Parker immediately dash to the ally and chase him as usual. Upon sprinting so quickly with anger on his expression, he get rid of his sweater and put on his mask he wore in the wresting tournament and face towards you. His expression was worse than with your argument you had with him, "Are just going to stand here and watch me as you did at the tournament or you're going to help me", Peter said in fury. You couldn't think of anything else what to say but stand there. "Fine", Pete said in angry mood. You know that your decision depended on you now weather help or just be the same old Candy being plastic. The words came back in your head of before Sebastian's death within a minute left. You remember now that you wanted to change to be a better person not the person you were to be and taught to be as your aunt wants. It seems your body wouldn't budge an inch and decides to say, "Wait"! He turns to look at you as both of you guys need to say something but you end up saying first, "Let's go catch your uncle's killer", you say to him feeling relief and courage in your heart.

You and Peter jump towards the wall and climb and go across a few meters away from a pole. Swing around the pole was making you feel to go towards the building. Pete was ahead of you course. Now in the building you were getting more active and start jumping more on the building across and stop to where Pete is in the roof of where is a long way to jump through the next building. Both of you guys see the police on where the killer was and spot him. The rush towards Peter's fury he shoot a web in one of the building and terrified as you are swing with your web on, at the same time your guys shoot another web in your left and scream of almost crashing to the building. Following Peter quickly as possible you start to get the hang of this web shooting, swinging and forming other webs to go near. The vehicle of the killer somehow drives not properly and Pete just about to land did a back flip and hit the glass screen. You see the driver pull the trigger and Pete block the gun shoot. The car was know stop towards the dead end.

However, you go to an alley once again and look for Peter and knew you had to hide upside down the ceiling. You see he was there and give up a sign of be quiet. The killer was actually the guy that Peter stops you not to stop him in the office earlier. "Who's there", he ask in a loud voice. Pete was on the move and follows him and the killer end up shooting on his shadow. The killer wants to escape and Peter hit me to the small glass window and kicks him. He gets a knife and swings towards his head and Peter blocked it and kicks the knife with his forceful leg and went up. Peter once again jump to grab the knife and use it to climb and kicked him in the stomach. Losing his balance the killer said, "Don't hurt me just give me a changes"! Peter grab his shirt and pull me up and said, "What about my uncle did you give him a chance, DID YOU"! "ANSWER ME", Peter yells at his face and remembers that he was the guy that he let go and hearing your words of regret earlier walking to the sidewalk. He let me go and the killer said, "See ya"! Peter got so angry that he bend his right arm and his gun fell and he trip and fall near the glass and died. A helicopter's lights were on and announce, "CRIME, WE GOT THE AREA COMPLETELY SURROUNDED"!

You and Peter now at the rooftop of the tallest building of New York. You can see half of New York of the skyscraper. You were sitting in one end while Peter was in the other side. His eyes were watery and depression as you look at him for the longest time and can't stop looking at him. The feeling inside you has the tingly feeling of a special moment and knees weak as before. It couldn't stop you and that you really need a therapy and you'll schedule once you get home. All you knew what you been feeling was anxious towards his blue eyes and his smile melted your heart like the sun melts butter. Usually you're immune to emotions but this time is unlike any emotion you felt before.

Peter Parker is an intelligent, sincere, serious, kind, caring and friendly who's top of his class. And you're Candy Merteuil who's a cunning and calculating suductress girl. You can't possibly tell the truth to Peter about your past and family. Peter was the first to even accept you and you the real you. Of all your life you been trained to be a person your aunt and father wanted you to be just to prove to them your part of there family to fit in. Now it all changes, you want to make up the horrible and deceitful things you done by priding yourself of others misery. Once again you turn to look at him seeing those eyes of his makes you depress. He look at you ask, "What!" "Nothing!" you answer him in a confuse tone. The hearing of the cold wind was silent until you said, "It's such triadic on what happen today". Peter didn't reply back until a 5 seconds and answers back, "I should have listened to you. He would still be alive at home with my aunt." "You warned me by the picture you drew and I just threw it by your face, just as I did with my uncle's lecture", he said looking at the view with sadness. It was becoming more dark and cold and suggested, "Peter I should go home May-Lee would be worried about me". "Yeah sure go Candy I'll go home later, you go right away", Peter said to you. You forgot that you don't really need to go to the streets of the sidewalk you can just swing from building to building. You shoot a web and about to go and said in a worried tone, "Are you going to be alright Pete?" "Yeah I'll be fine don't worry about me", he said in the same tone which hasn't change since his uncle's killer killed his uncle.

You swing from building to building and jump high toward buildings and can get use to your powers. Upon coming in Manhattan and seeing your penthouse you decide to go slow and said to yourself, "Maybe I should choose to be a super hero not for fun but how faith would want you to use your power, for a second chance in life to prove yourself that you are who you are not how people would want you to be. You ask your self, "_Why did faith choose me to help mankind after what I did towards other people in my past"?_

_**TO BE CONTIUED……………**_


	11. Chapter 11: Advice from a Therapist

_Disclaimer: Spider-Man Characters and Base Plot does not belong to me, I only got this idea by having Candy a woman in her dark past not being herself and acting like her cousin her role model Kathryn Merteuil from the movie Cruel Intentions and her abilities are the same with Peter. The only difference some of her abilities comes from the show "Heroes".  
I'm only responsible for the existence of Candy Merteuil of Spider-Woman. Oh yeah it's my first time writing a story like this. Oh yeah this summary is similar to the cruel intentions movie summary I just added Candy in there in the summary and a bit of her personality earlier in her days. This story now continues of the movie Spider-Man. _

_Chapter 11: Advice from a Therapist _

_A human being is a part of the whole called by us universe, a part limited in time and space. He experiences himself, his thoughts and feeling as something separated from the rest, a kind of optical delusion of his consciousness. This delusion is a kind of prison for us, restricting us to our personal desires and to affection for a few persons nearest to us. Our task must be to free ourselves from this prison by widening our circle of compassion to embrace all living creatures and the whole of nature in its beauty. _

_-Albert Einstein_

Why me? That question was in your head since yesterday you came home to bed and couldn't sleep. You remembered you made a phone at 8p.m to make an appointment to a therapist. Today was a day of answers to all your questions or just some. It is 5a.m and your appointment is not until in three hours. You get up and decide to do some cleaning equipment on your room. Looking around the room you still remember back then when this was Kathryn's own room and any time you enter her room it was a room you always want for yourself. There're stack of research papers that she didn't want you to see. Looking around the room you decide to look for those papers and figure out where she would put them secretly. Their was no luck Kathryn was always secretive towards her personal equipments. Then you remember there was a drawer underneath your bed and still no luck. You were anxiously curious why see never showed them to you only to your aunt, father, and Sebastian. Since this was a penthouse you always knew there are secret rooms somewhere but where. Upon going to the walls to see if there is a secret access but none. Walking barefoot very fast to the other wall you slip and the rug shows a key under it and a key hole. You remove the whole carpet saw a figure of a door assuming it is a basement. Unlocking the lock was easy and where was a small stair. You went down and turn on the light see the entire room where your cousin's personal papers were and all her old accessories when you guys were just little kids. The entire room was dusty and dull. You look through the papers and see pictures of your aunt (Kathryn's mom) with your father and a man you unexpected to be turns out to be Norman Osborn. Seeing Norman in the photo made you wonder who your aunt and father knew about Norman. Now you remember the time when you first met Norman Osborn, it wasn't just in the school field trip you assume you just met but when you were younger. Remembering the past was very difficult for you because mainly you want to forget because of the fucked up shit you did in your times with your cousin and Sebastian. Your past life was a life you never wanted to remember but the same time forgets. Being in the basement creep you out and shiver and assuming there are more to your family past than your own life. You arrange all the belongings of your cousin's as they were and get out and closed it and put the rug to cover. It was now 6:10a.m and you decide to do your daily routine before meeting with your therapy and was assign to meet every week starting today. There was a knock in your door and you said, "Come In!" May-Lee opens the door and left your breakfast in the table since you always wanted breakfast in bed. Ravenous at this hour, you eat and expect May-Lee to say something or leave but instead she gave you letter that was on the mail yesterday. You take a good look at the letter and open it, appalling to you it was an invention of the upper class New York of Manhattan young ladies to take debutante classes. You knew all along that your aunt has planned this along for you and your cousin but somehow your cousin end up taking debutante classes at the age of 13 to be considered a lady because she was more mature and educated girl than you were. By the age of 15 she was considered a lady which all of Manhattan knew. Your aunt never considers you and her daughter to be equal which is why she respected her more not because she was her mother but outclass you. Your aunt never considers you as her own daughter but you always consider her to be your mother because of your mother leaving you at the age of 6. Those were dreadful days of your life and never knowing you felt the love of a mother and a life of love, which is hurting inside but you got used to the idea and learn to immune emotions.

Keeping in mind of the invention your holding of the Junior League President invites you in there meeting today tonight at eight you'll have to go shopping to dress a little formal on the meeting. Being a debutante isn't easy and only monitory for upper-class young ladies on Manhattan and Upper East Side of New York. Aware of your day, it now turns out to be a burden because of picking out a more formal dress, meeting your therapist, and designing your new style costume of Spider-Woman. Still plenty of time before meeting the therapist, you get a sewing machine and make a new fabric: skintight red and black costume color, Eye Cami Top strips blouse of red and black leather of a symbol of a spider-like design on the front and back, and a matching gloves that reaches half way towards your arms, Pleated Mini Skirt with Cut out Detail on the Waistband and a Matching Hook, and a black Heel Knee Hi Boots. Since your mini skirt was short so you cut another short jean in it. You know that it isn't much of a costume but it's the best you can do but you forgot the most important thing a mask. You design a mask that only covers half of your face goes from your forehead, eyes and half way to your nose. You had finished designing your costume and saw it was gorgeous when you tried it on. You couldn't till at night to swing by the city with your new hand made costume.

Moreover it was time for you to go. You change back to your normal clothes with a white lace cotton blouse and a jean pants. You call a cab and within a few minutes you arrive at a building and tell a lady that you have an appointment and she told you to go in the third floor at room 202. The building was enormous and spotless which you admire to have clean surrounding. Walking straight ahead you see you past 202 and were looking at room 206. Walking back you see room 202 and knock twice. A woman around in her 30's has light skin and with glasses. "You must be Candy Merteuil, I'm your therapist Ms. Freedman" she said politely. She let you in and said "let's get to know each other more than we get towards your problems". "Yeah" you replied.

Upon introducing yourself with Ms. Freedman she remark on you saying, "I heard many dreadful rumors about your family name." You weren't expecting her to say anything about your family. You ask her politely to know how much she heard about your family's name.

"_What have you heard" you ask_

"_That you Merteuil's are not sincere" she remark_

"_I can assure you Ms .Freedman I had this appalling reputation"-_

"_Yes, I have heard that you were the one who got kicked out in Manchester Pre School on your intentions"-_

"_You see I spent my whole life with immoral people and that I've been influence and taught by them and by out shining them to prove I'm worthy"-_

"_Worth of what" she asked in curiosity_

"_The family name and fitting in" you said_

"_I always thought you Merteuil's have a spoiled life and get whatever they want"-_

"_We Merteuil's can't always have everything till you prove yourself that you're a Merteuil that can surpass other people"-_

"_It seems to me that you follow the family to be accepted as a part of there family"-_

"_Yes"-_

"_I've also heard Candy that you're the type of girl who can be spontaneous and at same time calculating"-_

"_Look Ms. Freedman if you might me considering that we talk a different topic other than my family's name, or my personality from my past I appreciate it"_

"_Okay since I know much of yourself and since I already do, I'm going to say a word, and I want you to give me the first word that comes to your mind."_

_Ms. Freedman grabbed a pencil from a nearby table start to write and was looking at you expectantly. You were waiting for a word that she might say to you and she said, "Home-"Ms. Freedman said._

"_Relaxing," you replied_

"_Coward-"_

"_Weakling."_

"_Wedding-"_

"_Respectable groom."_

"_Dead-"_

"_Regret. "_

"_Sexual-"_

"_Appealing."_

"_Seduction-"_

"_Game."_

"_Sex-"_

"_Ephemeral."_

"_Love-"_

_You suddenly snapped on the "love". Ms .Freedman was staring at you. You shrugged. "Excuse me." You never actually felt that feeling before towards someone or someone feeling that emotion for you. "Okay, well stop here Candy." "No! It's just that I never have that feeling towards someone," you said. "Well, everyone has emotions of love towards family, friends, and epically relationship of man and woman", she said looking at you. You were looking at the ceiling unfocused. "Candy!" she yelled "Let's focused," she said. "What do you want me to say I'm immune to emotions!" you yelled. _

_Ms. Freedman looked at you seeing a lonely look on your face. "Okay is the matter?" she asked. "You see Dr. I came here for advice". "Well that's why you're here," she said. You told her that you have a problem towards your emotions only how you're feeling towards Peter. She stares at you and said, "I don't know what to tell you Candy, but I'm guessing you have feelings as in your in love"._

_Hearing her statement shocks you, you were expecting for an advice. She stand up and tells you to learn how to love someone since it's the most happiness moment in a person's experience. You can't believe you have to listen to her, she almost insults you about your reputation and your family name and now she wants you to take her advice. Ms. Freedman looks at her watch and tells you your times up and that you'll be seeing her next week. You excite the building and realize you have to go to the debutante formal meeting tonight. _

To Be Continued………. 


	12. Chapter 12:Prepare

_Disclaimers: I do not own Spider-Man. All of its characters, storyline, abilities, and powers all belong to Stan Lee. This story is purely non-profitable and purely fan made for the enjoyment of me. Everything I have not created belongs to Stan Lee, and all their rights are reserved._

_Two: My character's life past is considered from the movie Cruel Intentions and some of her abilities are from the T.V show "Heroes"._

_Three: I do own some of the things I created about her personality and which includes her in the movies Spider Man 1, 2, and 3. which you haven't seen in the movie on Spider Man it just includes her in the life of Peter, Harry, and Mary-Jane._

_I have done that,' says my memory. 'I cannot have done that' -- says my pride, and remains adamant. At last -- memory yields. - __Nietzsche_

_Chapter 12: Preparing _

The sun was shining; the birds were singing, and you were jogging on the sidewalk instead of web swinging on buildings. Swinging building to building can be much faster for you but jogging make your legs stronger since you want to be come strong in order to become a super hero or sidekick. It didn't annoy you being either one of them. Just want to be doing good deeds these days. Still jogging around Manhattan, the sun was now towards your face and became hotter for you. Still remembering the advice your therapist told was still in your head. The fact the your having feelings for Peter is ironic.

Your penthouse was as enormous as a building and entering inside had been expensively redecorated last week that has summer in deep reds and chocolate browns, and it was full of antiques and artwork. Looking at the painting was making you want to paint since you remember that you can precognition on drawing images of future while in trance like state on depicting later on a week or two or less. Ever since bitten by a spider you have superhuman strength, speed, stamina, agility and reflexes made it easier for you on your daily life. Admiring the fact on using your powers on daily can be handy but in the outside world people need a hero sometimes, which makes you want to help them not because I have to but because it's a side I choose to be a hero or sidekick. Or maybe consider a sidekick better since Peter and I might be working together. All my life I have been living a life of someone's shadow, just to be respected and be loved. Now I'm living my own life. Not everyone is meant to make a difference. But for me, the chose of an ordinary life is not an option anymore which every super hero might say to them.

Finding a formal dress is just so random because of having many choices, but this time you're looking for an elegant formal dress, perhaps an evening dress that is sexy and formal. Looking once again in your wardrobe seeing the dresses didn't make you want to wear that kind of dress, instead you remember your cousin Kathryn make many more formal and sexy dress which were her type. You go to room right across the hall supposedly Sebastian's room. The whole room was quiet a little mess since rearranging your room and taking Kathryn's instead of keeping your own room. You go to the closet where May-Lee put all of your cousin's dresses. Kathryn has always had good taste on formal dresses and gowns which you always admire on trying on her dresses sometime. Still looking through her old wardrobe you found the perfect dress just as you want a formal and sexy dress. The name of the dress was "Destiny" and it's an elegant formal light blue dress styled for those who want a sexy evening dress. This elegant yet sexy corset style dress has a satin top with boning. The top is detailed with lace and elegant beading. The lace and beaded detail is continued at the low hip where the top and flowing chiffon bottom meet and a matching silver high heel flashy sandal. It is covered in gorgeous rhinestones! The entire T strap on this sandal is rhinestones that latch in the back.

The weather still summer makes the days hot even a night, which came to your senses not to bring a sweater. Checking the clock was only 7pm and the meeting doesn't start till 8pm. Since already prepared on your clothes you decide to get a blank paper and colored pencil to see what might happen next. Getting any colored pencil your eyes fade into light white color and becomes unresponsively focuses on painting the images in your mind. Your hand extending to get another color pencil still feeling it move and drawing it just finish within a minute drawing. Your eyes returning back to normal and seeing what your draw always seems to shock you.

This time the drawing seems to be you in the ground with injuries and blood wearing your light blue formal dress. The background picture shows a fire and shows a clock at 9:15 and in the side where guys in mask and polices behind them. You knew just by looking at the picture you'll die today. "I can't let this happen to me", you said to yourself furious. Knowing about your death you get a shoulder bag to put your costume which you made this morning and put your wallet having a couple hundred bucks just in case they ask you to donate some money for charity. Donating for charity just came to your head and realize that those mask guys would probably get all the money of people donating during in the meeting. You hurried to fold your costume and bring those white heel high boots, just to dress up your costume as Spider-Woman and save the day.

Upon arriving on the building you were to attend tends to be not what you expect. The building is around 50-60 stories. Putting your dark brown shoulder length hair behind as the warm breeze comes towards you. Entering the main hall, carrying your backpack of putting your costume and taking out your invitation to see the directions of what floor to depart. You figure you'll be in 40 stories. Walking out the elevator you know that were anxious and before entering the room you try to remember what you forget. There was nothing everything was prepared, your dress, costume, money, and drawing. Knocking the door twice a lady opened the door and see looked at you in disgust with hatred. Looking at her face was similar, thinking really hard to remember her it turns out to be Mrs. Caudwell.


	13. Chapter 13: Regenerate

_**Disclaimer: Spider-Man Characters and Base Plot does not belong to me, I only got this idea by having Candy a woman in her dark past not being herself and acting like her cousin her role model Kathryn Merteuil from the movie Cruel Intentions and her abilities are the same with Peter. The only difference some of her abilities comes from the show "Heroes".  
I'm only responsible for the existence of Candy Merteuil of Spider-Woman. Oh yeah it's my first time writing a story like this. Oh yeah this summary is similar to the cruel intentions movie summary I just added Candy in there in the summary and a bit of her personality earlier in her days. This story now continues of the movie Spider-Man. This is just the beginning of the story and more conflicts but that wouldn't be until part two, oh there is also romance later in the chapter. **_

_**Your vision will become clear only when you look into your heart. Who looks outside, dreams. Who looks inside, awakens. -Carl Jung**_

_**Chapter 13: **_

Mrs. Caldwell a woman with virtuous around on her 30's tends to have family exactions for her daughter Cecile, who was once a victim of your cousin's schemes revenge on her boyfriend. It has been one or two years since seeing Cecile and her mother. Still remembering earlier in the past on how you, Sebastian, and Kathryn's schemes on making Cecile the premiere slut of Manchester, which still terrifies you more and priding yourself back then.

"_I wasn't expecting you to come Ms. Merteuil, " she said in a rather disgust way_

"_Well, it's nice to see you too, Mrs. Caldwell," you replied in a nice manner._

Just staring at her just gives you goosebumps, but you knew that you have to strong and brave because she isn't the only only you'll be terrified. There are others as well you'll be meeting from your past and know about your reputation.

Walking past Mrs. Caldwell you see other young ladies that you recognize and look at the chart and saw you'll be sitting in table 18. Table 18 was almost near at the back of the window and looking straight at your right was the clock you remember drawing few hours ago . You sit at one of the round tables which have gorgeous light pick table cloths. Seeming to be a loner at the table, you figure this was getting worse than you thought. Considering it's one of your worse days in your thought. Out of nowhere Mrs. Caldwell just sat in the table your assign to be seated. Wondering what does she want or either she would just insult you, she said in a calm voice, _"It's been a year or two since we both acquainted Candy." _Rather replying to her you just went straight to the point and said, _"Mrs. Caldwell I know we both have are difference against each other but I can assure you not that girl anymore_." She is always have been a tough women who most considerately criticizes people on there own race, reputation, and on there wealth. _" I have not underestimate you since after what you and your companions did to my daughter's reputation," she said. "I know how much your daughter means to you but I can assure also that how much you been thought since you found out of my cousin's cruel intentions", you said trying your best not suffer her anymore pain. " I know Candy that it was all your cousin's intentions but that doesn't give you an excuse your not a part of it, and the fact the you all Merteuil's are all the same," she said in a rather furious whispering voice. _

It was true about she just said that we Merteuil's are calculating, having seductive charms , reputation, and the family name. You have not else to say because of the cause you have done to her daughter and others. Mrs. Caldwell walked out of your table and suddenly introduce the audience that she will be Captain of Junior League of all young débutantes. She inform us that starting in two weeks will be our class in being débutantes. This had just gotten worse for you since Caldwell will be your teacher. All young girl were given a 12 papers considering the rules on what your do's and not's on the list. Looking at the clock it's been only eight, that still gave you time to look over your rules and thinking of the incident that's going to happen. Reviewing the rules gave you another expectation and gives you a headache. They were all totally ridiculous like staying of an average weight of a 120 or less, eating foods without using your hands, avoiding candies, eating salads every once a day etc.

The headache still in your head, Caldwell announce to give some charity to send to spend in the Junior League débutantes class. You given a charity of $200 and other people gossip about your reputation and the incident on Manchester. Meanwhile there were workers in the lobby checking to see if the coast was clear since hearing there where going to have charities on one of the wealthiness people in 40 stories. The men were only dressed in normal clothing and were carrying a bag for their equipment and would change in the elevator and have there plan to action. The lady on the lobby sleeping without noticing they all go to the elevator and change.

Just there was a bang on the door and your spider senses just came up. You had forgot that the men where going to take the money. The men all said, "Get Down". Everyone got down even you. You have to come up with a plan in order to defeat them and not get away with the money. First you reach your bag to get just your mask and put on the mask. You crawl down in the floor so they wouldn't caught you but the one of the guy's saw you started shooting at you and with your fast reflexes you dodge all of the bullets and jumping back. The guy once again shot you once more and you knowing that everyone left the room and was clear. Using your web to take of the gun of his hand and did a knockdown punch really quickly and having it feel so lightly. Then other men shot guns toward you, as soon the bullets were going towards you in slow motion you dodge back. Still in your spider reflexes you automatically did a mule kick in one of the guys and spun a web in a another guy and did a web rodeo doing a 360 degree rotation on all 9 men. The men being already exhausted still came straight toward you and you did a right hook punches and kicks and suddenly he fell unconscious. Seeing two other men behind you and in front you did a web hammer on the both of them and both fell unconscious as well. There were now six more and the attack you at the same time you punch and kick each of them and did a web trip and air kick then a hop over head punch. This was too easy and there was now one left how has the money. Before going after him you spun a web on the ground so it will be unnoticeable so they wouldn't escape and the guards will be here any minute now. The guy whose the leader still has the money he's stolen was holding it with his hand with the biochemical weapon. Curious about the weapon you wish Peter was here to see it. The leader was about to pull his gun until you web yank his gun up in the air and landed behind you. He went straight toward you and did a back flip and kicked in his back and did a a jump-off kick and punch him right in the face. Assuming he was already unconscious you take the $100,000 to return it, but then your spider senses starting warning you and you dodge with a counter flip kick on the leader. Getting to become unconscious he lastly activate the biochemical which has a bomb and exploded and threw you off the building falling forty stories up high. You shoot a web to your safety but then it the bomb expanded more which made you fall in the ground and seeing nothing but blackness.

Moreover, seeing darkness for a few second you notice you were on the ground bleeding also showing blood in your blue dress. The drawing you remembered was similar but somehow changed. You knew it change because your drawing showed your death in the room but then you fall instead and survive. Not matter how much you change the future something similar still happens unless your were more alert on the situation. Now question was how did you survive forty stories falling down. Police were just about to come and you could hear the sincere a block away. Your whole body was bleeding and your leg was broken. Wiping away the blood and assuming your wounded your saw you have no scares just blood and with your broken leg deform you put it in the right position and was fixed easily. You wish you were instance that you could regenerate, but you weren't sure if it's real. Testing it would be a great idea, you could even ask Peter for help.

Forcing yourself up the ground you manage to stand. It was unreal to even be alive especially falling forty stories. Looking at your elegant formal light blue dress with stains of blood on the entire dress, changing to your costume would be an excellent idea. Hearing the sincere coming near you spotted an alley and ran there. Upon arriving in the ally your own body not feeling exhausted checking on your wounds once again, there seems to no injuries. Quickly as you can you take off your dress and change to your skintight red and black costume color, Eye Cami Top strips blouse of red and black leather of a symbol of a spider-like design on the front and back, and a matching gloves that reaches half way towards your arms, Pleated Mini Skirt with Cut out Detail on the Waistband and a Matching Hook, and a black Heel Knee Hi Boots and put your dress in your bag. Somehow you left the money in the ground so the police will take care of it.

A couple of feet away police were examine what just happened and what was the incident. Knowing that they'll find out soon, you climbed the wall and went on top of the roof and began to swing from building to building until you reached home. Moreover, upon arriving in the Upper East Side feeling your head flash and alert, knowing that was your spider sense you flee again through a mile away and and ended up with gangs of thugs beating up an innocent little boy.

The thugs were actually as twice a big as the boy. You began to insult the boys and say, "Shouldn't you be picking on someone on your own size?" They all turn around and look up and then you landed down the ground so fast as it was nothing. There was on that came straight and punch but you dodge back and web blast him and yank up his chin. As for the he was unconscious the others were shocked that you defeated him with 10 seconds. You came toward the did a thrust kick to on of them and then did a link web rodeo and all fell down. "Thank You, Ms," he said not knowing what to call you. Your telepathy ability on reading minds came up again on your head. You hated when that happens and is still practicing on how to control it more often. You hear his thoughts and heard, "Wow, she is hot!" he said in head. You totally can't believe maybe this costume would be the perfect costume for a super hero. The boy still staring at you without saying anything you get annoyed and said, "Just call me Spider-Woman."

Hoping there wouldn't be anymore distraction still swing by the city you decide to just go on the Empire State Building. Empire State Building was one of the top highest building to see a great view. The view was great and gorgeous as you remembered when Peter's uncle died and how the both of you guys stayed here for an hour and was the last time you see Peter upon a week or two. Excited on seeing him again and your heart skipping a beat for the first time which you never felt with Sebastian. Thinking about what Mrs. Freedman said to your before on feeling on love, maybe or maybe not. You had never really admitted in your whole life that your in love no matter what it was against the family's rules and you never felt this way until today. The night is so short that you knew it's midnight.

Strange things have happened today and you maybe if regenerating was part of another one of your powers then this would be better for you. Being a 17 year old teenager isn't easy epically choosing to be a super hero but you made this decision and was your choice. A teenage life is about passing mid term exam, studying, and graduating to high school. Speaking of graduation it's not till another one more week. You stand up and swing once again and going back to your penthouse to sleep.

**TO BE CONTIUED...**


End file.
